Chrysler 2010 Annual Report Download - page 148

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PRINCIPAL ACTIVITIES
Fiat S.p.A. is a corporation organised under the laws of the Republic of Italy. Fiat S.p.A. and its subsidiaries (the “Group”)
operate in approximately 50 countries. Until 31 December 2010, the Group was involved principally in the manufacture and
sale of automobiles, agricultural and construction equipment and commercial vehicles. It also manufactured other products and
systems, principally engines, transmission systems, automotive-related components, metallurgical products and production
systems. In addition, the Group has long been involved in certain other sectors, including publishing and communications,
which represent a small portion of its activities. Following the partial and proportional demerger of Fiat S.p.A. to Fiat Industrial
S.p.A. described below, from 1 January 2011 the Group will only engage in the manufacture and sale of automobiles, engines,
transmission systems, automotive-related components, metallurgical products and production systems and publishing and
communications. The Group has its head office in Turin, Italy.
The consolidated financial statements are presented in euros, that is the currency of the primary economic environment in which
the Group operates.
FIAT DEMERGER AND DISCONTINUED OPERATIONS
During 2010, the Group initiated and completed a strategic project to separate the Agricultural and Construction Equipment
(CNH sector) and Trucks and Commercial Vehicles (Iveco sector) activities, as well as the “Industrial & Marine” business line of
FPT Powertrain Technologies (FPT Industrial sector), from the Automobile and Automobile-related Components and Production
Systems activities, which include the sectors Fiat Group Automobiles, Maserati, Ferrari, Magneti Marelli, Teksid, Comau and the
“Passenger & Commercial Vehicles” business line of FPT Powertrain Technologies (“Fiat Powertrain”).
The separation of those businesses, in the form of their demerger from Fiat S.p.A. and transfer to Fiat Industrial S.p.A. (the
“Demerger” – a Scissione Parziale Proporzionale pursuant to Article 2506-bis of the Italian Civil Code), resulted in the creation
of the Fiat Industrial Group (consisting of CNH, Iveco and FPT Industrial) on 1 January 2011. From the same date, Fiat Group
Post-Demerger is comprised of Fiat Group Automobiles, Maserati, Ferrari, Fiat Powertrain, Magneti Marelli, Teksid and Comau.
The principal phases leading up to completion of the Demerger were as follows:
On 21 April 2010, Fiat S.p.A. announced the intended Demerger.
On 21 July 2010, the Board of Directors of Fiat S.p.A. approved the Demerger and drafted the Demerger Plan: the proposed
transaction consists in the transfer by Fiat S.p.A. of a portion of its assets – in particular, shareholdings in the Agricultural
and Construction Equipment, Trucks and Commercial Vehicles and “Industrial and Marine” powertrain businesses – and a
net debt position with Fiat Finance S.p.A. (the Fiat Group’s central treasury) to Fiat Industrial S.p.A. (a newly incorporated
company). The Demerger also includes the transfer of the shareholding in Fiat Industrial Finance S.p.A., a company
established to perform centralised treasury activities for the Fiat Industrial Group. The net assets to be transferred amounted
to €3,750 million at 30 June 2010 (which served as the reference date for the preparation of the Demerger Plan).
On 16 September 2010, the Shareholders of Fiat S.p.A. approved the Demerger Plan in an extraordinary general meeting,
subject to admission of all three classes of shares in Fiat Industrial S.p.A. to listing on the Mercato Telematico Azionario
(“MTA”) by Borsa Italiana and a decision from Consob, pursuant to Article 57(1)(d) of the Issuer Regulations, that the
Information Document and subsequent updates pursuant to Article 57 is equivalent to a listing prospectus. Similarly, on 17
September 2010 the shareholders of Fiat Industrial S.p.A. approved the transaction in an extraordinary general meeting.
NOTES TO THE CONSOLIDATED
FINANCIAL STATEMENTS
FIAT GROUP
CONSOLIDATED
FINANCIAL
STATEMENTS
AT 31 DECEMBER
2010
NOTES